UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   Form 10-QSB


(Mark one)

[X]  Quarterly  Report Under Section 13 or 15(d) of The Securities  Exchange Act
     of 1934

For the quarterly period ended: September 30, 2006

[_]  Transition Report Under Section 13 or 15(d) of The Securities  Exchange Act
     of 1934

For the transition period from ______________ to _____________

Commission File Number: 0-11596


                     MEDICAL MAKEOVER CORPORATION OF AMERICA
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


    Delaware                                                  20-0799349
------------------------                             --------------------------
(State of incorporation)                               (IRS Employer ID Number)


                     500 Australian Avenue South, Suit 700
                         West Palm Beach, Florida 33401
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                         Telephone number (561) 514-0194
--------------------------------------------------------------------------------
                           (Issuer's telephone number)



Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes |X| No |_|.


Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes |_| No |X|.


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

As of November  10,  2006,  there were  approximately  65,098,218  shares of the
Issuer's common stock, par value $0.0001 per share outstanding.

Transitional Small Business Disclosure Format (Check one):  Yes |_| No |X|.





<PAGE>



INDEX

                         PART I. - FINANCIAL INFORMATION

Item 1   Financial Statements (Unaudited)

Item 2   Management's Discussion and Analysis or Plan of Operations

Item 3   Controls and Procedures


                          PART II. - OTHER INFORMATION

Item 1   Legal Proceedings

Item 2   Changes in securities, use of proceeds and small business issuer of
         equity securities

Item 3   Defaults upon senior securities

Item 4   Submission of matters to a vote of security holders

Item 5   Other information

Item 6   Exhibits and reports on Form 8-K







<PAGE>




                         PART I. - FINANCIAL INFORMATION

Item 1   Financial Statements (Unaudited)


                          INDEX TO FINANCIAL STATEMENTS


Balance Sheet...............................................................F-2

Statements of Operations....................................................F-3

Statement of Stockholders' Equity...........................................F-4

Statements of Cash Flows....................................................F-5

Notes to Financial Statements...............................................F-6




















                                       F-1
<PAGE>


<TABLE>
<CAPTION>
                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                                  Balance Sheet


                                                                      September 30, 2006    December 31, 2005
                                                                    --------------------- -------------------
                                                                       (unaudited)
<S>                                                                 <C>                   <C>
                ASSETS
CURRENT ASSETS
  Cash                                                              $                   0 $                 0
  Accounts receivable                                                                   0                   0
                                                                    --------------------- -------------------

          Total current assets                                                          0                   0
                                                                    --------------------- -------------------

PROPERTY AND EQUIPMENT
  Furniture, fixtures and equipment                                                     0                   0
        Less accumulated depreciation                                                   0                   0
                                                                    --------------------- -------------------

          Net property and equipment                                                    0                   0
                                                                    --------------------- -------------------

OTHER ASSETS
  Deposits and prepaid expenses                                                         0                   0
                                                                    --------------------- -------------------

                                                                                        0                   0
                                                                    --------------------- -------------------

Total Assets                                                        $                   0 $                 0
                                                                    ===================== ===================

                  LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts payable                                                  $              49,868 $            18,869
  Accrued liabilities                                                              56,592              62,592
  Short-term loans and accrued interest                                           187,000             405,000
  Stockholder loans and accrued interest                                           46,681              46,681
                                                                    --------------------- -------------------

          Total current liabilities                                               340,141             533,142
                                                                    --------------------- -------------------

Total Liabilities                                                                 340,141             533,142
                                                                    --------------------- -------------------

STOCKHOLDERS' EQUITY (DEFICIT)
  Preferred stock, $0.0001 par value, authorized 10,000,000
      shares; 0 issued and outstanding                                                  0                   0
  Common stock, $0.0001 par value, authorized 200,000,000
      shares; 65,098,218 and 51,592,418 issued and outstanding                      6,510               5,159
  Additional paid-in capital                                                      965,357             717,603
  Deficit accumulated during the development stage                             (1,312,008)         (1,255,904)
                                                                    --------------------- -------------------

          Total stockholders' equity (deficit)                                   (340,141)           (533,142)
                                                                    --------------------- -------------------

Total Liabilities and  Stockholders' Equity (Deficit)               $                   0 $                 0
                                                                    ===================== ===================
</TABLE>



     The accompanying notes are an integral part of the financial statements


                                       F-2
<PAGE>



<TABLE>
<CAPTION>
                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                            Statements of Operations
                    Three and Nine Months Ended September 30,
                                   (Unaudited)

                                                                                                                From
                                                 Three Months                    Nine Months                March 29, 1999
                                           ----------------------------   -----------------------------  (Inception) through
                                              2006            2005           2006             2005           Sept 30, 2006
                                           ------------- --------------   -------------- --------------   ------------------
<S>                                        <C>           <C>              <C>            <C>              <C>

REVENUES                                   $           0 $            0   $            0 $        3,777   $           44,413

COST OF SALES                                          0              0                0          4,163                4,163
                                           ------------- --------------   -------------- --------------   ------------------

    GROSS MARGIN                                       0              0                0           (386)              40,250

OPERATING EXPENSES:
   General and administrative expenses                 0         11,843           20,000        421,516              602,097
   Marketing and advertising                           0          4,853                0          9,288              114,153
   Consulting fees                                     0         19,068           16,500        126,003              180,604
   Professional fees                               5,000              0           10,000          4,000              200,448
   Interest expense                                    0              0            9,604            883               10,487
   Loss on abandonment                                 0        130,964                0        130,964              130,964
   Management fees to a related party                  0              0                0              0              114,223
   Depreciation                                        0              0                0          1,378                3,445
                                           ------------- --------------   -------------- --------------   ------------------

          Total expenses                           5,000        166,728           56,104        694,032            1,356,421
                                           ------------- --------------   -------------- --------------   ------------------

Net income (loss)                          $      (5,000)$     (166,728)  $      (56,104)$     (690,255)  $       (1,312,008)
                                           ============= ==============   ============== ==============   ==================

Income (loss) per weighted average
common share                               $       (0.01)$        (0.01)  $        (0.01)$       (0.01)
                                           ============= ==============   ============== ==============

Number of weighted average common
shares outstanding                            65,098,218     51,592,418       59,430,318     51,592,418
                                           ============= ==============   ============== ==============
</TABLE>







     The accompanying notes are an integral part of the financial statements


                                       F-3
<PAGE>



<TABLE>
<CAPTION>
                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                  Statements of Stockholders' Equity (Deficit)

                                                                                                   Deficit
                                                                                                 Accumulated        Total
                                                                     Additional      Note          During the   Stockholders'
                                           Number of     Common        Paid-In    Receivable      Development       Equity
                                             Shares       Stock        Capital    Stockholder       Stage         (Deficit)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
<S>                      <C> <C>                     <C>          <C>           <C>             <C>           <C>
BEGINNING BALANCE, March 29, 1999                    0 $        0 $           0 $            0  $           0 $             0

Shares issued to founders                    1,350,000        135          (135)             0              0               0
Sale of stock for cash                          47,400          5         7,895              0              0           7,900
Shares issued for note receivable              102,600         10        17,000        (17,010)             0               0

Net loss                                             0          0             0              0        (11,839)        (11,839)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
BALANCE, December 31, 1999                   1,500,000        150        24,760        (17,010)       (11,839)         (3,939)

Collection of note receivable                        0          0             0         17,010              0          17,010
Shares issued for services                       7,500          1         2,499              0              0           2,500
Net loss                                             0          0             0              0        (31,995)        (31,995)
                                          ------------ ---------- ------------- --------------  ------------- ---------------

BALANCE, December 31, 2000                   1,507,500        151        27,259              0        (43,834)        (16,424)

Warrants issued to transfer agent                    0          0         1,000              0              0           1,000
Net loss                                             0          0             0              0       (107,990)       (107,990)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
BALANCE, December 31, 2001                   1,507,500        151        28,259              0       (151,824)       (123,414)

Net loss                                             0          0             0              0        (28,295)        (28,295)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
BALANCE, December 31, 2002                   1,507,500        151        28,259              0       (180,119)       (151,709)

Net loss                                             0          0             0              0        (27,812)        (27,812)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
BALANCE, December 31, 2003                   1,507,500        151        28,259              0       (207,931)       (179,521)

Common stock issued for cash                22,900,000      2,290       287,800              0              0         290,090
Shares issued for services                   9,390,713        939        55,661              0              0          56,600
Shares contributed back to Company          (9,301,300)      (930)          930              0              0               0
Shares issued for settle debt               22,500,000      2,250        87,750              0              0          90,000
Net loss                                             0          0             0              0       (354,405)       (354,405)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
BALANCE, December 31, 2004                  46,996,913      4,700       460,400              0       (562,336)        (97,236)
Shares issued for services                   4,595,505        459       257,203              0              0         257,662
Shares issued for acquisitions               1,433,334        143        93,523              0              0          93,666
Shares cancelled for voided acquisitions    (1,433,334)      (143)      (93,523)             0              0         (93,666)
Net loss                                             0          0             0              0       (693,568)       (693,568)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
BALANCE, December 31, 2005                  51,592,418      5,159       717,603              0     (1,255,904)       (533,142)
Shares issued for services                     300,000         30        16,470              0              0          16,500
Shares issued for settle debt               13,205,800      1,321       231,284              0              0         232,605
Net loss                                             0          0             0              0        (56,104)        (56,104)
                                          ------------ ---------- ------------- --------------  ------------- ---------------
ENDING BALANCE, September 30, 2006
(unaudited)                                 65,098,218 $    6,510 $     965,357 $            0  $  (1,312,008)$      (340,141)
                                          ============ ========== ============= ==============  ============= ===============
</TABLE>

     The accompanying notes are an integral part of the financial statements

                                       F-4
<PAGE>


<TABLE>
<CAPTION>
                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                            Statements of Cash Flows
                     For the Nine Months Ended September 30,
                                   (Unaudited)

                                                                                                                 From
                                                                                                            March 29, 1999
                                                                                                              (Inception)
                                                                                                                through
                                                                        2006                2005          September 30, 2006
                                                                 ------------------  ------------------ -----------------------
<S>                                                              <C>                 <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                         $          (56,104) $         (690,255)$            (1,312,008)
Adjustments to reconcile net loss to net cash used by
operating activities:
        Stock and warrants issued for services                               16,500             257,662                 490,093
        Depreciation                                                              0               1,378                   3,445
Changes in operating assets and liabilities
        (Increase) decrease in accounts receivable                                0                   0                       0
        (Increase) decrease in deposits and prepaid expenses                      0                   0                       0
        Increase (decrease) in accounts payable                              30,604               3,001                  18,868
        Increase (decrease) in accrued liabilities                           (6,000)             50,658                  65,592
        Increase (decrease) in accrued interest  -related party                   0                   0                       0
        Increase (decrease) in accrued interest                                   0               3,992                   3,992
        Increase (decrease) in accrued salaries                                   0                   0                       0
                                                                 ------------------  ------------------ -----------------------
Net cash used by operating activities                                       (15,000)           (373,564)               (730,018)
                                                                 ------------------  ------------------ -----------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Investment in unconsolidated subsidiary                                      0                   0                 (12,000)
     Purchase of property and equipment                                           0                   0                 (20,671)
                                                                 ------------------  ------------------ -----------------------
Net cash used by investing activities                                             0                   0                 (32,671)
                                                                 ------------------  ------------------ -----------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock                                            0                   0                 315,000
Proceeds from third party loan                                               15,000             405,000                 405,000
Payments on stockholders' loans                                                   0             (35,500)                (35,500)
Proceeds from stockholders' loans                                                 0                   0                  78,189
                                                                 ------------------  ------------------ -----------------------

Net cash provided by financing activities                                    15,000             369,500                 762,689
                                                                 ------------------  ------------------ -----------------------

Net increase (decrease) in cash                                                   0              (4,064)                      0
                                                                 ------------------  ------------------ -----------------------

CASH, beginning of period                                                         0               4,377                       0
                                                                 ------------------  ------------------ -----------------------

CASH, end of period                                              $                0  $              313 $                     0
                                                                 ==================  ================== =======================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Non-Cash Financing Activities:
  144 common stock issued to retire debt                         $          232,604  $                0
                                                                 ==================  ==================
</TABLE>


     The accompanying notes are an integral part of the financial statements


                                       F-5
<PAGE>



                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                          Notes to Financial Statements
                   (Information with regard to the nine months
                ended September 30, 2006 and 2005 is unaudited)


Item 1 - Consolidated Financial Statements

(1)  Nature of Business

     Medical  Makeover  Corporation  of America (f/k/a Cactus New Media I, Inc.)
     ("the Company") was  incorporated on March 29, 1999,  under the laws of the
     State of Delaware. The Company's business activities to date have primarily
     consisted of the formation of a business  plan for internet link  exchanges
     in connection with internet banner advertising and implementation  thereof.
     The Company originally intended to become active in internet  entertainment
     services through the  registration of internet  domains with InterNIC,  and
     engage in the development of proprietary  software and services designed to
     support and facilitate its internet services.  In February 2004, subsequent
     to a change  of  control  (see  note 4),  management  decided  to enter the
     medical  makeover/anti-aging  industry.  In March 2004, the Company changed
     its name to Medical  Makeover  Corporation of America and decided to form a
     Florida subsidiary  corporation also named Medical Makeover  Corporation of
     America to transact the medical  makeover/anti-aging  business in the State
     of Florida.


(2)  Basis of Presentation

     The accompanying  unaudited  financial  statements of the Company have been
     prepared in accordance with accounting principles generally accepted in the
     United States of America.


(3)  Significant Accounting Policies

     a) Use of Estimates:  The preparation of financial statements in conformity
     with  accounting  principles  generally  accepted  in the United  States of
     America  requires  management to make estimates and assumptions that affect
     the reported amounts of assets and liabilities and disclosure of contingent
     assets and  liabilities  at the date of the  financial  statements  and the
     reported  amounts of revenues and  expenses  during the  reporting  period.
     Actual results could differ materially from those estimates.

     b) Start-Up Costs:  Costs of start-up  activities,  including  organization
     costs,  are expensed as incurred,  in accordance with Statement of Position
     (SOP) 98-5.

     c) Loss per share:  Basic loss per share excludes  dilution and is computed
     by  dividing  the  loss   attributable   to  common   shareholders  by  the
     weighted-average  number  of  common  shares  outstanding  for the  period.
     Diluted loss per share reflects the potential  dilution that could occur if
     securities  or other  contracts  to issue  common  stock were  exercised or
     converted  into common  stock or resulted in the  issuance of common  stock
     that  shared in the  earnings  of the  Company.  Diluted  loss per share is
     computed by  dividing  the loss  available  to common  shareholders  by the
     weighted  average  number of common shares  outstanding  for the period and
     dilutive potential common shares  outstanding unless  consideration of such
     dilutive potential common shares would result in anti-dilution.  There were
     no common stock  equivalents  for the periods  ended  December 31, 2005 and
     2004.




                                       F-5
<PAGE>



                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                          Notes to Financial Statements


(3)  Significant Accounting Policies, continued

     d) Income  Taxes:  The  Company  accounts  for income  taxes  according  to
     Statement of Financial Accounting Standards (SFAS) No. 109, "Accounting for
     Income  Taxes".  Under the  liability  method  specified  by SFAS No.  109,
     deferred  income taxes are  recognized for the future tax  consequences  of
     temporary  differences between the financial statement carrying amounts and
     tax bases of assets and liabilities.

     e) Interim  financial  information:  The financial  statements for the nine
     months ended  September  30, 2006 and 2005,  are  unaudited and include all
     adjustments  which in the  opinion of  management  are  necessary  for fair
     presentation,  and such  adjustments are of a normal and recurring  nature.
     The results for the nine months are not indicative of a full year results.


(4)  Stockholders' Equity (Deficit)

     The Company  has the  authority  to issue  10,000,000  shares of  preferred
     stock,  par value  $0.0001 per share,  which may be divided into series and
     with the  preferences,  limitations and relative  rights  determined by the
     Board of  Directors.  At March 31,  2006,  no  preferred  stock shares were
     issued  and   outstanding.   In  October  2003,  the  Company  amended  its
     certificate of  organization  to increase the  authorized  shares of common
     stock to 10,000,000,000  and effectuated a 100 for 1 reverse stock split of
     the Company's common stock. All dollar and share amounts have been adjusted
     to reflect this split.

     On  February 6, 2004,  the Company  sold  22,500,000  shares of  restricted
     common stock to Gala  Enterprises Ltd, a Belize  Corporation,  for $90,000,
     which funds were used to pay certain existing accounts payable. On February
     8, 2004, the Company issued 9,301,300 of shares of restricted  common stock
     to  two  officers  for  compensation   with  a  value  of  $37,000  and  in
     consideration  of  such  Gala  Enterprises  Ltd.  surrendered  to  treasury
     9,301,300  shares.  On February 10,  2004,  the Company  issued  22,500,000
     shares of restricted common stock in exchange for the assumption of $90,000
     in existing  accounts  payable to outside  investors.  On May 3, 2004,  the
     Company issued 400,000 shares of restricted common stock, to an independent
     third party  investor in exchange for $200,000 in cash, or $0.50 per share.
     In the third quarter the Company issued 89,413 shares of restricted  common
     stock to its former CEO pursuant to his employment agreement.  These shares
     were for services valued at $19,600, or $0.22 per share. In September 2004,
     the  Company  reached an  agreement  with its former  CFO,  whereby he will
     return 2,151,300 of his 2,401,300  shares.  On October 1, 2004, the Company
     reached an agreement with its former CEO,  whereby he will return 6,210,000
     of his 6,900,000 shares.

     In April 2005, the Company  issued  1,433,334  shares of restricted  common
     stock in  conjunction  to the cash  payments for the purchase of R&I Salon,
     Inc. and Aventura Electrolysis and Skin Care Center, Inc. These shares were
     valued at $93,666, or approximately  $0.065 per share. In the third quarter
     were voided ab initio for  numerous  reasons and the stock was  returned to






                                       F-7
<PAGE>



                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                   Notes to Consolidated Financial Statements


(4)  Stockholders' Equity (Deficit), continued

     the Company for  cancellation.  In June 2005, the Company issued  3,993,250
     shares of restricted  common stock to the Company's  President for services
     rendered  over the prior six  months,  in  accordance  with his  employment
     agreement. These shares were valued at $239,595, or $0.06 per share. In the
     third quarter the Company issued 602,255 shares of restricted  common stock
     in exchange for services valued at $18,068, or $0.03 per share.

     In the second  quarter 2006 the Company issued 300,000 shares of restricted
     common  stock in exchange for  consulting  services  valued at $16,500,  or
     $0.055 per share. In the second quarter 2006 the Company issued  13,205,800
     shares of restricted common stock to settle $228,000 in short-term debt and
     $4,604 accrued interest, or $0.02 per share.


(5)  Income Taxes

     Deferred  income  taxes  (benefits)  are  provided  for certain  income and
     expenses  which are  recognized in different  periods for tax and financial
     reporting purposes.  The Company had net operating loss carry- forwards for
     income tax purposes of approximately  $1,317,000  expiring in various years
     from 2019 through  2026.  Due to the change in ownership in February  2004,
     the  prior  years  net  operating  loss   carry-forwards   are  subject  to
     substantial  restrictions and may only be utilized to offset  approximately
     $7,000 of annual taxable income as well as any unrealized  appreciation  on
     assets  existing at the time of the ownership  change.  Deferred tax assets
     are reduced by a valuation  allowance if, in the opinion of management,  it
     is more likely than not that some portion or all of the deferred tax assets
     will not be realized.  Management's valuation procedures consider projected
     utilization  of  deferred  tax  assets  over the next  several  years,  and
     continually  evaluate new circumstances  surrounding the future realization
     of such assets. The difference between income taxes and the amount computed
     by applying the federal  statutory tax rate to the loss before income taxes
     is due to an increase in the deferred tax asset  valuation  allowance.  The
     valuation allowance at September 30, 2006 is 100%.

(6) Related Parties

     a) Office lease:  The Company  formerly  leased its office  facility from a
     company  related  by virtue of common  ownership.  Total  rent  expense  to
     related  parties  amounted to $0 and $120 for the year ended  December  31,
     2004 and 2003, respectively.

     b) Management Fees: The Company formerly  contracted an affiliate,  related
     by virtue of common  ownership,  for  management  and  consulting  services
     amounting  to $3,407 and $9,000 for the year ended  December  31,  2004 and
     2003,  respectively.  In addition,  the Company  incurred  interest expense
     amounting  to $0 and $900 for the year ended  December  31,  2004 and 2003,
     respectively,  for those services.  In the year ended December 31, 2004, $0
     and $53,000 in  management  fees were paid to the  Company's  two  officers
     prior to their entering into employment contracts.

     c) Website fees: The Company formerly earned revenues of $200 and $900, and
     formerly incurred expenses of $200 and $600 relating to website trafficking
     fees to other website companies, related by virtue of common ownership, for
     the year ended December 31, 2004 and 2003, respectively.







                                       F-7
<PAGE>


                     Medical Makeover Corporation of America
                        (A Development Stage Enterprise)
                   Notes to Consolidated Financial Statements


(6) Related Parties, continued

     d) Related party notes payable: In the second quarter 2004, the Company was
     loaned $50,000,  ($25,000 each), by the Company's two officers. These notes
     carried an interest  rate of 15%.  One  matured on December 1, 2004,  which
     terms were modified on January 21, 2005, to a) $10,000  payment at signing,
     b) the  execution  of a  promissory  note in the  amount  $47,750,  with an
     interest rate of 15%, payable monthly for 12 months, c) 6,100,000 shares of
     the Company are  contributed  back to the Company and d) the Company issues
     89,413  additional  shares of  restricted  common  stock  earned  under the
     original employment agreement,  and the other has been converted to monthly
     payments over 12 months beginning in November 2004.  Payments  amounting to
     $35,500 were made on these notes in the first half-year of 2005.

(7)  Going Concern

     The accompanying  financial statements have been prepared assuming that the
     Company will continue as a going concern.  The Company's financial position
     and operating  results raise  substantial doubt about the Company's ability
     to  continue  as  a  going  concern,  as  reflected  by  the  net  loss  of
     approximately  $1,312,000  accumulated  from  March  29,  1999  (Inception)
     through  September  30,  2006.  The ability of the Company to continue as a
     going concern is dependent upon commencing operations, developing sales and
     obtaining  additional capital and debt financing.  The financial statements
     do not include any  adjustments  that might be  necessary if the Company is
     unable to continue as a going  concern.  The Company is  currently  seeking
     additional capital to allow it to restart its planned operations.


(8)  Short-term convertible debt

     In December  2004, the Company  received  $20,000 and $115,000 in the first
     quarter 2005, in cash as a short-term loan. This loan matures in six months
     and carries a 10%  interest  rate.  In June 2005,  the  Company  received a
     $250,000  convertible  loan from a third  party.  This loan  matures in six
     months and carries a 10%  interest  rate.  In the second  quarter  2006 the
     Company  issued  13,205,800  shares of  restricted  common  stock to settle
     $228,000  in  short-term  debt and $4,604  accrued  interest,  or $0.02 per
     share.




                                       F-8

<PAGE>



Item 2 - Management's Discussion and Analysis of Financial Condition and Results
         of Operations

Forward-looking statements

     This Form 10-QB contains  statements  that are  forward-looking  statements
within the meaning of the federal  securities laws,  including  statements about
our  expectations,  beliefs,  intentions  or  strategies  for the future.  These
statements  involve known and unknown risks and  uncertainties,  including risks
resulting  from the  environment  in  which  we  operate,  economic  and  market
conditions,   competitive  activities,  other  business  conditions,  accounting
estimates,  and the risk  factors set forth in this Form  10-QSB.  These  risks,
among others,  include those relating to our ability to successfully  market and
generate  patient  volume,  the  Company's  ability to maintain  contracts  with
physicians and other medical providers at favorable rates, and any lawsuits that
may  arise in the  course of doing  business.  Our  actual  results  may  differ
materially from results anticipated in our forward-looking  statements.  We base
our forward-looking  statements on information currently available to us, and we
have no current  intention  to update these  statements,  whether as a result of
changes  in  underlying  factors,  new  information,   future  events  or  other
developments.

FOR THE THREE MONTHS ENDED September 30, 2006 AND 2005

Results of operations

     For the quarter ended  September 30, 2006, we  experienced  no  significant
changes  in our  operating  activities.  Our loss for the  quarter,  $5,000  was
representative of the result of this inaction.  Our loss for the same quarter in
2005 was $56,100, principally expenditures made to develop our then new business
plan, since disposed of.

Net Operating Revenues

     We had operating  revenue of $0 and $0 for the quarter ended  September 31,
2006, and 2005, respectively.

Operating Expenses and Charges

     The significant operating expenses for the quarter ended September 30, 2006
included $5,000 in general and  administrative  expenses.  For the quarter ended
September 30, 2005,  the  significant  operating  expenses  included  $11,800 in
general and administrative expenses and consulting fees of $19,100.

Liquidity and Capital Resources

     For the quarter  ended  September 30, 2006,  the Company  generated no cash
flow from  operations.  Consequently,  the Company has been  dependent  upon its
lenders  to fund  its cash  requirements.  The same  situation  existed  for the
Quarter ended September 30, 2005.

     At September 30, 2006,  the Company had a cash of $0. The  Company's  total
assets  did not  change  from $0 as of  December  31,  2005.  Total  liabilities
decreased  from  $533,100 to  $340,100.  This  decrease is  attributable  to the
settlement  of debt by issuance of common stock.  As of September 30, 2006,  the
Company had no  outstanding  debt other than ordinary  trade  payables,  accrued
salaries, stockholder loans and third party loans.





                                       12
<PAGE>


FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005

Results of operations

     For the nine months ended September 30, 2006, we experienced no significant
changes  in our  operating  activities.  Our loss for the  period,  $56,100  was
representative  of the result of this inaction.  Our loss for the same period in
2005  was  $690,300,  principally  expenditures  made to  develop  our  then new
business plan, and the loss on disposal thereof.

Net Operating Revenues

     We had  operating  revenue  of $0 and  $3,800  for  the  six  months  ended
September 31, 2006, and 2005, respectively.

Operating Expenses and Charges

     The significant  operating expenses for the nine months ended September 30,
2006 included  $46,500 in general and  administrative  expenses.  For the period
ended September 30, 2005, the significant  operating  expenses included $430,800
in general and administrative expenses and consulting fees of $126,000.

Liquidity and Capital Resources

     For the nine months ended September 30, 2006, the Company generated no cash
flow from  operations.  Consequently,  the Company has been  dependent  upon its
lenders  to fund  its cash  requirements.  The same  situation  existed  for the
Quarter ended June 30, 2005.

     At September 30, 2006,  the Company had a cash of $0. The  Company's  total
assets  did not  change  from $0 as of  December  31,  2005.  Total  liabilities
decreased  from  $533,100 to  $340,100.  This  decrease is  attributable  to the
settlement  of debt by issuance of common stock.  As of September 30, 2006,  the
Company had no  outstanding  debt other than ordinary  trade  payables,  accrued
salaries, stockholder loans and third party loans.

Business Plan and Strategy

     The Company is  currently  evaluating  several  options  that is has become
aware are available to it.

Item 3 - Controls and Procedures

     Our management,  which includes our Chief Executive Officer, have conducted
an evaluation of the effectiveness of our disclosure controls and procedures (as
defined in Rule 13a-14(c)  promulgated  under the Securities and Exchange Act of
1934,  as  amended)  as of a date (the  "Evaluation  Date") as of the end of the
period covered by this report.  Based upon that  evaluation,  our management has
concluded that our  disclosure  controls and procedures are effective for timely
gathering,  analyzing and disclosing the information we are required to disclose
in our reports  filed under the  Securities  Exchange  Act of 1934,  as amended.
There have been no significant changes made in our internal controls or in other
factors that could significantly  affect our internal controls subsequent to the
end of the period covered by this report based on such evaluation.





                                       13
<PAGE>



                                     PART II
                                OTHER INFORMATION


Item 1  Legal Proceedings

     There are no pending or anticipated legal proceedings


Item 2  Changes in  securities, use of  proceeds  and small  business  issuer of
        equity securities

     None


Item 3   Defaults upon senior securities

     None


Item 4   Submission of matters to a vote of security holders

     None


Item 5   Other information

     None


Item 6   Exhibits and reports on Form 8-K

     (a) The exhibits  required to be filed  herewith by Item 601 of  Regulation
S-B, as described in the following index of exhibits, are incorporated herein by
reference, as follows:

Exhibit No.    Description
----------- -----------------------------------------------------------

31.1    *   Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
31.2    *   Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
32.1    *   Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002.
32.2    *   Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002.

* Filed herewith

     (b) Reports on Form 8-K

     Current  Report  filed on July 7, 2006  reporting  change of  Officers  and
Directors





                                       14
<PAGE>



                                    SIGNATURE

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.


                    MEDICAL MAKEOVER CORPORATION OF AMERICA


By: /s/ Doug Martin
-----------------------------------------
Chief Executive Officer

Date: November 14, 2006











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